Current Report Filing (8-k)
August 13 2015 - 5:05PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant
to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 12, 2015
The J. M. Smucker Company
(Exact Name of Registrant as Specified in Charter)
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Ohio |
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001-05111 |
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34-0538550 |
(State or Other Jurisdiction
of Incorporation) |
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(Commission
File Number) |
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(IRS Employer
Identification No.) |
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One Strawberry Lane
Orrville, Ohio |
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44667-0280 |
(Address of Principal Executive Offices) |
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(Zip Code) |
Registrants telephone number, including area code: (330) 682-3000
Not Applicable
(Former
Name or Former Address, if Changed Since Last Report)
Check the appropriate box below
if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2.):
¨ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
¨ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
¨ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
¨ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 5.07 |
Submission of Matters to a Vote of Security Holders. |
The J. M. Smucker Company (the
Company) held its Annual Meeting of Shareholders (the Meeting) on August 12, 2015, in Wooster, Ohio, pursuant to the Notice of the 2015 Annual Meeting of Shareholders and the Proxy Statement sent on or about July 1,
2015 to all shareholders of record at the close of business on June 15, 2015. At the Meeting, 106,746,211 shares were represented in person or by proxy, which constituted a quorum. The final results for each of the matters submitted to a vote
of the shareholders at the Meeting are set forth below.
1. |
The shareholders elected the following nine Directors to each serve a one-year term expiring at the 2016 Annual Meeting of Shareholders. The votes on this proposal were as follows: |
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Number of Votes |
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For |
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Against |
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Abstain |
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Broker Non-Votes |
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Vincent C. Byrd |
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85,759,685 |
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5,692,273 |
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208,498 |
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15,085,755 |
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Paul J. Dolan |
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90,610,012 |
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858,553 |
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191,891 |
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15,085,755 |
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Nancy Lopez Knight |
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90,183,686 |
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1,264,675 |
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212,095 |
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15,085,755 |
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Elizabeth Valk Long |
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86,544,280 |
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4,926,083 |
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190,093 |
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15,085,755 |
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Gary A. Oatey |
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90,446,294 |
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1,002,420 |
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211,742 |
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15,085,755 |
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Sandra Pianalto |
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90,889,934 |
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567,908 |
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202,614 |
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15,085,755 |
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Alex Shumate |
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90,696,349 |
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752,220 |
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211,887 |
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15,085,755 |
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Mark T. Smucker |
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81,472,948 |
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9,993,954 |
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193,554 |
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15,085,755 |
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Timothy P. Smucker |
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85,556,099 |
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5,914,668 |
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189,689 |
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15,085,755 |
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2. |
The shareholders ratified the appointment of Ernst & Young LLP as the Companys independent registered public accounting firm for the fiscal year ending April 30, 2016. The votes on this proposal were
as follows: |
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Number of Votes |
For |
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Against |
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Abstain |
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Broker Non-Votes |
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105,416,661 |
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1,114,079 |
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215,471 |
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0 |
3. |
The shareholders approved, on an advisory basis, the Companys executive compensation, as disclosed in the Companys Proxy Statement. The votes on this proposal were as follows: |
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Number of Votes |
For |
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Against |
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Abstain |
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Broker Non-Votes |
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86,866,528 |
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4,030,038 |
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763,890 |
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15,085,755 |
4. |
Giving effect to the ten-votes-per-share provisions of the Companys Amended Articles of Incorporation, the shareholders approved The J. M. Smucker Companys 2010 Equity and Incentive Compensation Plan. The
votes on this proposal were as follows: |
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Number of Votes |
For |
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Against |
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Abstain |
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Broker Non-Votes |
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184,987,530 |
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8,467,271 |
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1,910,909 |
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15,085,755 |
5. |
The shareholders did not approve the shareholder proposal requesting that the Company issue a renewable energy sourcing and/or production report. The votes on this proposal were as follows: |
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Number of Votes |
For |
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Against |
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Abstain |
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Broker Non-Votes |
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18,317,161 |
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67,896,434 |
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5,446,861 |
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15,085,755 |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
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THE J. M. SMUCKER COMPANY |
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By: |
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/s/ Jeannette L. Knudsen |
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Name: |
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Jeannette L. Knudsen |
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Title: |
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Vice President, General Counsel and Corporate Secretary |
Date: August 13, 2015
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